Cna Third Qtr Financial Stmt And Dividend Annc_ 131109
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CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009 PART 1 - INFORMATION REQUIRED FOR ANNOUNCEMENT OF QUARTERLY (Q1, Q2 & Q3), HALF AND FULL YEAR RESULTS
1(a) An income statement (for the group) together with a comparative statement for the corresponding period of the immediately preceding financial year. The Group Period Ended 30 September Note
Revenue Other operating income Material costs Subcontractor costs Staff costs - direct Staff costs - indirect Other operating expenses Profit from operations Finance income Finance expense Net finance cost Share of profit of associates, net of tax Share of profit of jointly controlled entities, net of tax Profit before taxation Income tax expense Profit for the period
(i)
(ii) (iii)
2009 S$'000
2008 S$'000
% change + / (-)
84,802 319 85,121 (49,745) (12,815) (6,810) (6,627) (5,290) 3,834 237 (475) (238) 5,003 5 8,604 (436) 8,168
71,868 571 72,439 (42,119) (11,063) (6,909) (5,547) (5,247) 1,554 145 (399) (254) 1,775 3,075 (400) 2,675
18.0 (44.1) 17.5 18.1 15.8 (1.4) 19.5 0.8 146.7 63.4 19.0 (6.3) 181.9 n.m 179.8 8.9
7,164 1,004 8,168
1,693 982 2,675
323.0 2.2
Attributable to: Equity holders of the Company Minority interests Profit for the period (i) Material costs These costs have increased significantly in tandem with the increase in revenue. (ii) Staff costs - indirect
The increase in indirect staff costs is mainly due to the increase in headcount of CNA IT and consolidation of HTE Vietnam.
Page 1
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009
(iii) Other operating expenses include the following items : The Group Period Ended 30 September 2009 S$'000 Allowance for doubtful trade debt Amortisation of intangible assets Depreciation of property, plant and equipment Foreign exchange (gain)/loss Inventories written off Loss on disposal of a subsidiary
2008 S$'000
234 169 696 (167) 28 -
% change + / (-)
41 258 641 (3) 372
470.7 (34.4) 8.6 n.m n.m (100.0)
n.m - Not meaningful
(iv) Consolidated statement of comprehensive income for the period ended 30 September 2009 : The Statement of Comprehensive Income included as part of the results of the announcement is in compliance with the revised Financial Reporting Standard (FRS) 1 (effective from 1 January 2009). The Group Period Ended 30 September 2009 S$'000 Profit for the period Other comprehensive loss for the period Translation differences relating to financial statement of foreign subsidiaries Total comprehensive income Total comprehensive income attributable to: Equity holders of the Company Minority Interests
8,168
(833)
2008 S$'000 2,675
(231)
% change + / (-) 205.3
260.6
7,335
2,444
200.1
6,414 921 7,335
1,436 1,008 2,444
346.6 (8.7) 200.1
Page 2
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009 1(b)(i) A balance sheet (for the issuer and group), together with a comparative statement as at the end of the immediately preceding financial year The Group 30.09.2009 S$'000 Non-current assets Property, plant and equipment Investment in subsidiaries Investment in associates and jointly controlled entities Club memberships Intangible assets Deferred tax assets
Current assets Inventories Contract work-in-progress Trade receivables Amounts owing by related corporations (non-trade) Other receivables Cash at bank and cash equivalents
Total assets Equity attributable to equity holders of the Company Share capital Other reserves Accumulated profits Minority interest Total equity Non-current liabilities Finance liabilities Deferred tax liabilities
Current liabilities Excess of progress billings over work-in-progress Trade and other payables Amount owing to related corporations (non-trade) Current tax payable Finance liabilities Total liabilities Total equity and liabilities
The Company
31.12.2008 S$'000
30.09.2009 S$'000
31.12.2008 S$'000
4,843 37,273 108 7,738 114 50,076
2,539 32,281 108 7,660 126 42,714
411 27,253 14,237 79 1,305 114 43,399
764 23,177 14,237 79 1,105 114 39,476
2,406 11,246 53,379 18,273 17,351 102,655
2,146 20,813 31,668 1,392 7,796 23,532 87,347
597 1,069 6,777 3,921 579 5,424 18,367
676 10,853 7,035 4,086 582 4,590 27,822
152,731
130,061
61,766
67,298
37,298 (860) 27,985 64,423 12,569 76,992
37,298 (110) 20,821 58,009 11,648 69,657
37,298 510 37,808 37,808
37,298 309 37,607 37,607
6,828 334 7,162
5,732 319 6,051
6,828 6,828
5,732 5,732
14,601 30,973 1,644 21,359 68,577 75,739
763 30,029 1,633 21,928 54,353 60,404
763 3,857 210 12,300 17,130 23,958
763 4,260 91 508 18,337 23,959 29,691
152,731
130,061
61,766
67,298
Page 3
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009 1(b)(ii) Aggregate amount of group's borrowings and debt securities (a) Amount repayable in one year or less, or on demand The Group As at 30 September 2009 Secured Unsecured S$'000 S$'000 Finance lease liabilities Bank overdrafts Bank loans Bills payable
2 150 -
2,527 15,740 2,940
The Group As at 31 December 2008 Secured Unsecured S$'000 S$'000 6 -
270 17,627 4,025
(b) Amount repayable after one year The Group As at 30 September 2009 Secured Unsecured S$'000 S$'000 Bank loans
1,584
5,244
The Group As at 31 December 2008 Secured Unsecured S$'000 S$'000 -
5,732
(c) Details of any collateral Fixed assets items which are financed under hire purchase are charged to their respective hire purchase creditors. A subsidiary of the Company pledged its leasehold building for the Company to obtain loans from a financial institution. The net book value of the property mortgaged amounted to S$2,500,000.
Page 4
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009 1(c) A cash flow statement (for the group), together with a comparative statement for the corresponding period of the immediately preceding financial year The Group Period Ended 30 September 2009 2008 S$'000 S$'000 Operating activities Profit before taxation Adjustments for: Amortisation of intangible assets Depreciation of property, plant and equipment Allowance for doubtful trade debt Interest expense Interest income Loss on disposal of a subsidiary Share of profit of jointly controlled entities Share of profit of associates Operating profit before working capital changes
8,604
3,075
169 696 234 475 (237) (5) (5,003) 4,933
258 641 399 (145) 372 (1,775) 2,825
(260) 23,405 (31,001) (650) (3,573)
(136) 7,291 (17,150) 4,069 (3,101)
Interest received Interest paid Income tax paid Cash flows used in operating activities
237 (475) (398) (4,209)
145 (399) (3,355)
Investing activities Purchase of property, plant and equipment Additions to intangible assets Investment in associates Investment in jointly controlled entity Share capital reduction of a subsidiary (2) Net cash outflow on acquisition of a subsidiary Net cash outflow on disposal of a subsidiary Cash flows used in investing activities
(518) (200) (802) (1,520)
(998) (894) (728) (254) (245) (542) (753) (4,414)
Financing activities Bills payable Payment of finance lease liabilities Drawdown of bank loans Payment of bank loans Deposits pledged Dividends paid Cash flows from financing activities
(1,085) (4) 7,374 (8,199) (1,914)
10,805 (756) (2,737) (2,727) 4,585
(7,643) 20,525
(3,184) 17,473
(795) 12,087
37 14,326
Changes in working capital: Inventories Contract work-in-progress Trade and other receivables Trade and other payables Cash used in operations
Net decrease in cash and cash equivalents Cash and cash equivalents at beginning of period (1) Effects of exchange rate changes on balances held in foreign currency Cash and cash equivalents at end of period (1)
Page 5
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009 Explanatory Notes: (1) Cash and cash equivalents in the cash flow statement comprises the following:-
Cash at banks and in hand Fixed deposits - current Less: Fixed deposits - pledged Bank overdrafts Cash and cash equivalents
Cash at banks and in hand Less: Fixed deposits - pledged Bank overdrafts Cash and cash equivalents
The Group 30.09.2009 30.09.2008 S$'000 S$'000 14,514 15,182 2,837 2,823 (2,737) (2,737) 14,614 15,268 (2,527) (942) 12,087 14,326 The Group 01.01.2009 01.01.2008 S$'000 S$'000 19,159 23,532 (2,737) 19,159 20,795 (270) (1,686) 20,525 17,473
(2) In July 2009, the Company acquired a 100% equity interest in CNA Development Pte Ltd ("CNAD") for purchase consideration of S$919,000. The effect of acquisition of subsidiary is set out below: The Group 30.09.2009 S$'000 Property, plant and equipment Trade and other receivables Cash and cash equivalents Trade and other payables Short term loan Minority interests Net assets acquired Goodwill arising on acquisition Cash consideration paid Cash acquired Net cash outflow
2,500 29 117 (1,594) (184) 868 868 51 919 (117) 802
Page 6
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009 1(d)(i) A statement (for the issuer and group) showing either (i) all changes in equity or (ii) changes in equity other than those arising from capitalisation issues and distributions to shareholders, together with a comparative statement for the corresponding period of the immediately preceding financial year
The Group
Share capital S$'000
Currency translation Other Accumulated reserve reserve profits S$'000
S$'000
At 1 January 2008 Total comprehensive income Share capital reduction of a subsidiary Dividend paid Acquisition of a subsidiary Disposal of a subsidiary
37,298 -
(587) (257)
431 -
-
(73)
-
At 30 September 2008
37,298
(917)
At 1 January 2009 Total comprehensive income
37,298 -
At 30 September 2009
37,298
The Company
S$'000
Total attributable to equity holders of the Group
Minority interests
Total equity
S$'000
S$'000
S$'000
16,985 1,693
54,127 1,436
11,224 1,008
65,351 2,444
(2,372) -
(2,372) (73)
(245) (355) 1,513 (3,065)
(245) (2,727) 1,513 (3,138)
431
16,306
53,118
10,080
63,198
(689) (750)
579 -
20,821 7,164
58,009 6,414
11,648 921
69,657 7,335
(1,439)
579
27,985
64,423
12,569
76,992
Share capital S$'000
Accumulated profits S$'000
Total Equity S$'000
At 1 January 2008 Total comprehensive income Dividend paid
37,298 -
At 30 September 2008
37,298
569
37,867
At 1 January 2009 Total comprehensive income
37,298 -
309 201
37,607 201
At 30 September 2009
37,298
510
37,808
3,307 (366) (2,372)
40,605 (366) (2,372)
Page 7
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009
1(d)(ii) Details of any changes in the company's share capital arising from rights issue, bonus issue, share buybacks, exercise of share options or warrants, conversion of other issues of equity securities, issue of shares for cash or as consideration for acquisition or for any other purposes since the end of the previous period reported on. State also the number of shares that may be issued on conversion of all the outstanding convertibles as at the end of the current financial period reported on and as at the end of the corresponding period of the immediately preceding financial year Not Applicable. 1(d)(iii) Disclosure of information required under paragraph 1(d)(iii) and (iv) of App. 7.2 of the listing manual The total number of issued shares excluding treasury shares as at the end of the current financial year and as at the end of the immediately preceding financial year. 30.09.2009 Total number of issued shares (excluding treasury shares)
189,784,974
31.12.2008 189,784,974
1(d)(iv) A statement showing all sales, transfer, disposal, cancellation and/or used of treasury shares as at end of the current financial period reported on Not Applicable. 2. Whether the figures have been audited, or reviewed and in accordance with which standard (e.g. the Singapore Standard on Auditing 910 (Engagements to Review Financial Statements), or equivalent standard) The figures have not been audited or reviewed. 3. Where these figures have been audited or reviewed, the auditor's report (including any qualifications or emphasis of matter) Not Applicable. 4. Whether the same accounting policies and methods of computation as in the issuer's most recently audited annual financial statements have been applied The Group adopted the new/revised FRS and Interpretations of FRS ("INT FRS") that are effective for annual periods beginning on or after 1 January 2009. Changes to the Group's accounting policies have been made as required, in accordance with the transitional provisions in the repective FRS and INT FRS. The following are the new or amended FRS that are relevant to the Group: FRS 1 (Revised) FRS108
Presentation of Financial Statements Operating Segments
The adoption of the above FRS did not result in any substantial change to the Group's accounting policies nor any significant impact on the financial statements. 5. If there are any changes in the accounting policies and methods of computation, including any required by an accounting standard, what has changed, as well as the reasons for, and the effect of, the change Not Applicable.
Page 8
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009
6. Earnings per ordinary share of the group for the current financial period reported on and the corresponding period of the immediately preceding financial year, after deducting any provision for preference dividends The Group Period Ended 30 September 2009 2008 Earnings per share (in SGD cents) - Basic - Fully diluted (1) Weighted average number of shares used in computing earnings per share
3.77 3.77
0.89 0.89
189,784,974
189,784,974
Notes: (1) As at 30 September 2009 and 30 September 2008, diluted earnings per share is the same as basic earnings per share as the Group does not have any dilutive potential ordinary shares. 7. Net asset value (for the issuer and group) per ordinary share based on issued share capital of the issuer at the end of the (a) current period reported on and (b) immediately preceding financial year
Net assets (S$'000) Net asset value per share (in SGD cents) Number of shares used in calculating NAV
The Group 30.09.2009 31.12.2008
The Company 30.09.2009 31.12.2008
64,423 33.95 189,784,974
37,808 19.92 189,784,974
58,009 30.57 189,784,974
37,607 19.82 189,784,974
Page 9
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009 8. A review of the performance of the group, to the extend necessary for a reasonable understanding of the group's business. The review must discuss any significant factors that affected the turnover, costs, and earnings of the group for the current financial period reported on, including (where applicable) seasonal or cyclical factors. It must also discuss any material factors that affected cash flow, working capital, assets or liabilities of the group during the current financial period reported on REVIEW OF THE PERFORMANCE OF THE GROUP The Group registered revenue of S$84.8 million for the financial period ended 30 September 2009, which was an increase of 18.0% over the same period last year. Strong contribution was derived from the Group’s subsidiary, CNA Integrated (CNA IT) in the Middle East. Revenue from CNA IT increased from S$25.2 million in nine months of 2008 to S$37.2 million in the period under review. Our new subsidiary HTE Vietnam, acquired in July 2008, made a good contribution of S$6.5 million over the period. Profit from operations grew by S$2.2 million from S$1.6 million last year to S$ 3.8 million in the current period. This was due to a turnaround in the operations of Singapore segment from a loss of S$1.1 million to a profit of S$0.6 million in the corresponding periods. The contribution from CNA IT was S$1.6 million higher, from S$0.3 million to S$1.9 million over these two periods. This was moderated by a S$1.5 million lower contribution from the China operations due to the weak industry environment in that market. Direct costs (including material, subcontractor and direct staff costs) have increased in this financial period in tandem with the increase in revenue, especially in respect of CNA IT and HTE Vietnam operations. The indirect staff costs increase from S$5.5 million to S$6.6 million was in part due to consolidation of HTE Vietnam. Operating expenses were maintained at about the same level at S$5.2 million in both periods. The share of profits from our associated company, Standard Water Limited (SWL) increased significantly by S$3.1 million (CNA’s 49.9% share) from S$1.8 million last year to S$4.9 million in the period under review. This was largely due to increased EPC (Engineering, procurement & construction) activities for third party BOT (Build-operate-transfer) projects and the write-back of unamortized interest cost of S$700,000, which relates to the receivables from associated company Crystal Water Limited (CWL). The receivables have been largely settled after CWL secured a RMB 400 million bank loan. The period’s results included the continuing provision of interest arising from the convertible bond held by Standard Chartered IL&FS Asia Infrastructure Growth Fund. Net profit attributable to shareholders increased from S$1.7 million to S$7.2 million.
Review of the financial position of the Group For the three quarters ended 30 September 2009, work-in-progress decreased from S$20.8 million to S$11.2 million as many projects have completed their respective key milestones. Trade receivables increased significantly from S$31.7 million to S$53.4 million due to milestone billings of existing and new infrastructural projects secured. The increase in other receivables from S$7.8 million to S$18.2 million included amounts paid for purchases in relation to joint venture projects and a security deposit placed with the bank in respect of performance guarantee for certain Middle East infrastructural projects. Arising from repayment of bank loans, cash at bank and cash equivalents decreased from S$23.5 million to S$17.3 million. The ”excess of progress billings over work-in-progress” has significantly increased from S$763,000 as at 31 December 2008 to S$14.6 million as at 30 September 2009. This was mainly attributable to infrastructural projects in the Middle East.
Page 10
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009
9. Where a forecast, or a prospect statement, has been previously disclosed to shareholders, and variance between it and the actual results Not Applicable. 10. A commentary at the date of the announcement of the competitive conditions of the industry in which the group operates and any known factors or events that may affect the group in the next reporting period and the next 12 months While the worldwide financial crisis appears to have bottomed out with global economies showing signs of gradual recovery, the outlook for a sustainable recovery remains cautious. For the fourth quarter of 2009, our Middle East operations will continue to drive our core business performance. Singapore and China operations are expected to maintain their respective momentum and continue to perform. Our Vietnam operations will contribute significantly in the longer term as increasing economies of scale are being realized. SWL is also expected to contribute significantly. As at the date of this announcement, CNA’s core business has an order backlog of about S$80 million across Singapore, China, the Middle East and Vietnam. CNA Group believes that our established trans-regional network, customer reference base and track record have strengthened our ongoing long-term business fundamentals. We shall continue to seek strategic partnerships that will create synergies with the Group businesses. Concurrently, we will continue to boost our benefits from our ongoing investments in Standard Water Limited and Xiamen Leccan Technology Co., Ltd while being on the look-out for other investment opportunities to drive shareholder value.
Page 11
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009 11. Dividend (a) Current Financial Period Reported On Any dividend declared for the current financial period reported on? No. (b) Corresponding Period of the Immediately Preceding Financial Year Any dividend declared for the corresponding period of the immediately preceding financial year? No. (c) Date Payable Not Applicable. (d) Books closure date Not Applicable. 12. If no dividend has been declare/recommended, a statement to that effect Not Applicable.
BY ORDER OF THE BOARD
Michael Lee Thiam Chye Joint Company Secretary 13 November 2009
CONFIRMATION BY THE BOARD PURSUANT TO RULE 705 (4) OF THE SGX-ST LISTING MANUAL We, Michael Ong Liang Huat and Siew Chak Hung, being Directors of CNA Group Ltd (the "Company") do hereby confirm on the behalf of the Board of Directors of the Company, that to the best of our knowledge, nothing has come to the attention of the Board of Directors of the Company which may render the unaudited financial results for the period ended 30 September 2009 to be false or misleading in any material respect.
Michael Ong Liang Huat Director
Siew Chak Hung Director
13 November 2009
Page 12
1(a) An income statement (for the group) together with a comparative statement for the corresponding period of the immediately preceding financial year. The Group Period Ended 30 September Note
Revenue Other operating income Material costs Subcontractor costs Staff costs - direct Staff costs - indirect Other operating expenses Profit from operations Finance income Finance expense Net finance cost Share of profit of associates, net of tax Share of profit of jointly controlled entities, net of tax Profit before taxation Income tax expense Profit for the period
(i)
(ii) (iii)
2009 S$'000
2008 S$'000
% change + / (-)
84,802 319 85,121 (49,745) (12,815) (6,810) (6,627) (5,290) 3,834 237 (475) (238) 5,003 5 8,604 (436) 8,168
71,868 571 72,439 (42,119) (11,063) (6,909) (5,547) (5,247) 1,554 145 (399) (254) 1,775 3,075 (400) 2,675
18.0 (44.1) 17.5 18.1 15.8 (1.4) 19.5 0.8 146.7 63.4 19.0 (6.3) 181.9 n.m 179.8 8.9
7,164 1,004 8,168
1,693 982 2,675
323.0 2.2
Attributable to: Equity holders of the Company Minority interests Profit for the period (i) Material costs These costs have increased significantly in tandem with the increase in revenue. (ii) Staff costs - indirect
The increase in indirect staff costs is mainly due to the increase in headcount of CNA IT and consolidation of HTE Vietnam.
Page 1
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009
(iii) Other operating expenses include the following items : The Group Period Ended 30 September 2009 S$'000 Allowance for doubtful trade debt Amortisation of intangible assets Depreciation of property, plant and equipment Foreign exchange (gain)/loss Inventories written off Loss on disposal of a subsidiary
2008 S$'000
234 169 696 (167) 28 -
% change + / (-)
41 258 641 (3) 372
470.7 (34.4) 8.6 n.m n.m (100.0)
n.m - Not meaningful
(iv) Consolidated statement of comprehensive income for the period ended 30 September 2009 : The Statement of Comprehensive Income included as part of the results of the announcement is in compliance with the revised Financial Reporting Standard (FRS) 1 (effective from 1 January 2009). The Group Period Ended 30 September 2009 S$'000 Profit for the period Other comprehensive loss for the period Translation differences relating to financial statement of foreign subsidiaries Total comprehensive income Total comprehensive income attributable to: Equity holders of the Company Minority Interests
8,168
(833)
2008 S$'000 2,675
(231)
% change + / (-) 205.3
260.6
7,335
2,444
200.1
6,414 921 7,335
1,436 1,008 2,444
346.6 (8.7) 200.1
Page 2
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009 1(b)(i) A balance sheet (for the issuer and group), together with a comparative statement as at the end of the immediately preceding financial year The Group 30.09.2009 S$'000 Non-current assets Property, plant and equipment Investment in subsidiaries Investment in associates and jointly controlled entities Club memberships Intangible assets Deferred tax assets
Current assets Inventories Contract work-in-progress Trade receivables Amounts owing by related corporations (non-trade) Other receivables Cash at bank and cash equivalents
Total assets Equity attributable to equity holders of the Company Share capital Other reserves Accumulated profits Minority interest Total equity Non-current liabilities Finance liabilities Deferred tax liabilities
Current liabilities Excess of progress billings over work-in-progress Trade and other payables Amount owing to related corporations (non-trade) Current tax payable Finance liabilities Total liabilities Total equity and liabilities
The Company
31.12.2008 S$'000
30.09.2009 S$'000
31.12.2008 S$'000
4,843 37,273 108 7,738 114 50,076
2,539 32,281 108 7,660 126 42,714
411 27,253 14,237 79 1,305 114 43,399
764 23,177 14,237 79 1,105 114 39,476
2,406 11,246 53,379 18,273 17,351 102,655
2,146 20,813 31,668 1,392 7,796 23,532 87,347
597 1,069 6,777 3,921 579 5,424 18,367
676 10,853 7,035 4,086 582 4,590 27,822
152,731
130,061
61,766
67,298
37,298 (860) 27,985 64,423 12,569 76,992
37,298 (110) 20,821 58,009 11,648 69,657
37,298 510 37,808 37,808
37,298 309 37,607 37,607
6,828 334 7,162
5,732 319 6,051
6,828 6,828
5,732 5,732
14,601 30,973 1,644 21,359 68,577 75,739
763 30,029 1,633 21,928 54,353 60,404
763 3,857 210 12,300 17,130 23,958
763 4,260 91 508 18,337 23,959 29,691
152,731
130,061
61,766
67,298
Page 3
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009 1(b)(ii) Aggregate amount of group's borrowings and debt securities (a) Amount repayable in one year or less, or on demand The Group As at 30 September 2009 Secured Unsecured S$'000 S$'000 Finance lease liabilities Bank overdrafts Bank loans Bills payable
2 150 -
2,527 15,740 2,940
The Group As at 31 December 2008 Secured Unsecured S$'000 S$'000 6 -
270 17,627 4,025
(b) Amount repayable after one year The Group As at 30 September 2009 Secured Unsecured S$'000 S$'000 Bank loans
1,584
5,244
The Group As at 31 December 2008 Secured Unsecured S$'000 S$'000 -
5,732
(c) Details of any collateral Fixed assets items which are financed under hire purchase are charged to their respective hire purchase creditors. A subsidiary of the Company pledged its leasehold building for the Company to obtain loans from a financial institution. The net book value of the property mortgaged amounted to S$2,500,000.
Page 4
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009 1(c) A cash flow statement (for the group), together with a comparative statement for the corresponding period of the immediately preceding financial year The Group Period Ended 30 September 2009 2008 S$'000 S$'000 Operating activities Profit before taxation Adjustments for: Amortisation of intangible assets Depreciation of property, plant and equipment Allowance for doubtful trade debt Interest expense Interest income Loss on disposal of a subsidiary Share of profit of jointly controlled entities Share of profit of associates Operating profit before working capital changes
8,604
3,075
169 696 234 475 (237) (5) (5,003) 4,933
258 641 399 (145) 372 (1,775) 2,825
(260) 23,405 (31,001) (650) (3,573)
(136) 7,291 (17,150) 4,069 (3,101)
Interest received Interest paid Income tax paid Cash flows used in operating activities
237 (475) (398) (4,209)
145 (399) (3,355)
Investing activities Purchase of property, plant and equipment Additions to intangible assets Investment in associates Investment in jointly controlled entity Share capital reduction of a subsidiary (2) Net cash outflow on acquisition of a subsidiary Net cash outflow on disposal of a subsidiary Cash flows used in investing activities
(518) (200) (802) (1,520)
(998) (894) (728) (254) (245) (542) (753) (4,414)
Financing activities Bills payable Payment of finance lease liabilities Drawdown of bank loans Payment of bank loans Deposits pledged Dividends paid Cash flows from financing activities
(1,085) (4) 7,374 (8,199) (1,914)
10,805 (756) (2,737) (2,727) 4,585
(7,643) 20,525
(3,184) 17,473
(795) 12,087
37 14,326
Changes in working capital: Inventories Contract work-in-progress Trade and other receivables Trade and other payables Cash used in operations
Net decrease in cash and cash equivalents Cash and cash equivalents at beginning of period (1) Effects of exchange rate changes on balances held in foreign currency Cash and cash equivalents at end of period (1)
Page 5
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009 Explanatory Notes: (1) Cash and cash equivalents in the cash flow statement comprises the following:-
Cash at banks and in hand Fixed deposits - current Less: Fixed deposits - pledged Bank overdrafts Cash and cash equivalents
Cash at banks and in hand Less: Fixed deposits - pledged Bank overdrafts Cash and cash equivalents
The Group 30.09.2009 30.09.2008 S$'000 S$'000 14,514 15,182 2,837 2,823 (2,737) (2,737) 14,614 15,268 (2,527) (942) 12,087 14,326 The Group 01.01.2009 01.01.2008 S$'000 S$'000 19,159 23,532 (2,737) 19,159 20,795 (270) (1,686) 20,525 17,473
(2) In July 2009, the Company acquired a 100% equity interest in CNA Development Pte Ltd ("CNAD") for purchase consideration of S$919,000. The effect of acquisition of subsidiary is set out below: The Group 30.09.2009 S$'000 Property, plant and equipment Trade and other receivables Cash and cash equivalents Trade and other payables Short term loan Minority interests Net assets acquired Goodwill arising on acquisition Cash consideration paid Cash acquired Net cash outflow
2,500 29 117 (1,594) (184) 868 868 51 919 (117) 802
Page 6
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009 1(d)(i) A statement (for the issuer and group) showing either (i) all changes in equity or (ii) changes in equity other than those arising from capitalisation issues and distributions to shareholders, together with a comparative statement for the corresponding period of the immediately preceding financial year
The Group
Share capital S$'000
Currency translation Other Accumulated reserve reserve profits S$'000
S$'000
At 1 January 2008 Total comprehensive income Share capital reduction of a subsidiary Dividend paid Acquisition of a subsidiary Disposal of a subsidiary
37,298 -
(587) (257)
431 -
-
(73)
-
At 30 September 2008
37,298
(917)
At 1 January 2009 Total comprehensive income
37,298 -
At 30 September 2009
37,298
The Company
S$'000
Total attributable to equity holders of the Group
Minority interests
Total equity
S$'000
S$'000
S$'000
16,985 1,693
54,127 1,436
11,224 1,008
65,351 2,444
(2,372) -
(2,372) (73)
(245) (355) 1,513 (3,065)
(245) (2,727) 1,513 (3,138)
431
16,306
53,118
10,080
63,198
(689) (750)
579 -
20,821 7,164
58,009 6,414
11,648 921
69,657 7,335
(1,439)
579
27,985
64,423
12,569
76,992
Share capital S$'000
Accumulated profits S$'000
Total Equity S$'000
At 1 January 2008 Total comprehensive income Dividend paid
37,298 -
At 30 September 2008
37,298
569
37,867
At 1 January 2009 Total comprehensive income
37,298 -
309 201
37,607 201
At 30 September 2009
37,298
510
37,808
3,307 (366) (2,372)
40,605 (366) (2,372)
Page 7
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009
1(d)(ii) Details of any changes in the company's share capital arising from rights issue, bonus issue, share buybacks, exercise of share options or warrants, conversion of other issues of equity securities, issue of shares for cash or as consideration for acquisition or for any other purposes since the end of the previous period reported on. State also the number of shares that may be issued on conversion of all the outstanding convertibles as at the end of the current financial period reported on and as at the end of the corresponding period of the immediately preceding financial year Not Applicable. 1(d)(iii) Disclosure of information required under paragraph 1(d)(iii) and (iv) of App. 7.2 of the listing manual The total number of issued shares excluding treasury shares as at the end of the current financial year and as at the end of the immediately preceding financial year. 30.09.2009 Total number of issued shares (excluding treasury shares)
189,784,974
31.12.2008 189,784,974
1(d)(iv) A statement showing all sales, transfer, disposal, cancellation and/or used of treasury shares as at end of the current financial period reported on Not Applicable. 2. Whether the figures have been audited, or reviewed and in accordance with which standard (e.g. the Singapore Standard on Auditing 910 (Engagements to Review Financial Statements), or equivalent standard) The figures have not been audited or reviewed. 3. Where these figures have been audited or reviewed, the auditor's report (including any qualifications or emphasis of matter) Not Applicable. 4. Whether the same accounting policies and methods of computation as in the issuer's most recently audited annual financial statements have been applied The Group adopted the new/revised FRS and Interpretations of FRS ("INT FRS") that are effective for annual periods beginning on or after 1 January 2009. Changes to the Group's accounting policies have been made as required, in accordance with the transitional provisions in the repective FRS and INT FRS. The following are the new or amended FRS that are relevant to the Group: FRS 1 (Revised) FRS108
Presentation of Financial Statements Operating Segments
The adoption of the above FRS did not result in any substantial change to the Group's accounting policies nor any significant impact on the financial statements. 5. If there are any changes in the accounting policies and methods of computation, including any required by an accounting standard, what has changed, as well as the reasons for, and the effect of, the change Not Applicable.
Page 8
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009
6. Earnings per ordinary share of the group for the current financial period reported on and the corresponding period of the immediately preceding financial year, after deducting any provision for preference dividends The Group Period Ended 30 September 2009 2008 Earnings per share (in SGD cents) - Basic - Fully diluted (1) Weighted average number of shares used in computing earnings per share
3.77 3.77
0.89 0.89
189,784,974
189,784,974
Notes: (1) As at 30 September 2009 and 30 September 2008, diluted earnings per share is the same as basic earnings per share as the Group does not have any dilutive potential ordinary shares. 7. Net asset value (for the issuer and group) per ordinary share based on issued share capital of the issuer at the end of the (a) current period reported on and (b) immediately preceding financial year
Net assets (S$'000) Net asset value per share (in SGD cents) Number of shares used in calculating NAV
The Group 30.09.2009 31.12.2008
The Company 30.09.2009 31.12.2008
64,423 33.95 189,784,974
37,808 19.92 189,784,974
58,009 30.57 189,784,974
37,607 19.82 189,784,974
Page 9
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009 8. A review of the performance of the group, to the extend necessary for a reasonable understanding of the group's business. The review must discuss any significant factors that affected the turnover, costs, and earnings of the group for the current financial period reported on, including (where applicable) seasonal or cyclical factors. It must also discuss any material factors that affected cash flow, working capital, assets or liabilities of the group during the current financial period reported on REVIEW OF THE PERFORMANCE OF THE GROUP The Group registered revenue of S$84.8 million for the financial period ended 30 September 2009, which was an increase of 18.0% over the same period last year. Strong contribution was derived from the Group’s subsidiary, CNA Integrated (CNA IT) in the Middle East. Revenue from CNA IT increased from S$25.2 million in nine months of 2008 to S$37.2 million in the period under review. Our new subsidiary HTE Vietnam, acquired in July 2008, made a good contribution of S$6.5 million over the period. Profit from operations grew by S$2.2 million from S$1.6 million last year to S$ 3.8 million in the current period. This was due to a turnaround in the operations of Singapore segment from a loss of S$1.1 million to a profit of S$0.6 million in the corresponding periods. The contribution from CNA IT was S$1.6 million higher, from S$0.3 million to S$1.9 million over these two periods. This was moderated by a S$1.5 million lower contribution from the China operations due to the weak industry environment in that market. Direct costs (including material, subcontractor and direct staff costs) have increased in this financial period in tandem with the increase in revenue, especially in respect of CNA IT and HTE Vietnam operations. The indirect staff costs increase from S$5.5 million to S$6.6 million was in part due to consolidation of HTE Vietnam. Operating expenses were maintained at about the same level at S$5.2 million in both periods. The share of profits from our associated company, Standard Water Limited (SWL) increased significantly by S$3.1 million (CNA’s 49.9% share) from S$1.8 million last year to S$4.9 million in the period under review. This was largely due to increased EPC (Engineering, procurement & construction) activities for third party BOT (Build-operate-transfer) projects and the write-back of unamortized interest cost of S$700,000, which relates to the receivables from associated company Crystal Water Limited (CWL). The receivables have been largely settled after CWL secured a RMB 400 million bank loan. The period’s results included the continuing provision of interest arising from the convertible bond held by Standard Chartered IL&FS Asia Infrastructure Growth Fund. Net profit attributable to shareholders increased from S$1.7 million to S$7.2 million.
Review of the financial position of the Group For the three quarters ended 30 September 2009, work-in-progress decreased from S$20.8 million to S$11.2 million as many projects have completed their respective key milestones. Trade receivables increased significantly from S$31.7 million to S$53.4 million due to milestone billings of existing and new infrastructural projects secured. The increase in other receivables from S$7.8 million to S$18.2 million included amounts paid for purchases in relation to joint venture projects and a security deposit placed with the bank in respect of performance guarantee for certain Middle East infrastructural projects. Arising from repayment of bank loans, cash at bank and cash equivalents decreased from S$23.5 million to S$17.3 million. The ”excess of progress billings over work-in-progress” has significantly increased from S$763,000 as at 31 December 2008 to S$14.6 million as at 30 September 2009. This was mainly attributable to infrastructural projects in the Middle East.
Page 10
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009
9. Where a forecast, or a prospect statement, has been previously disclosed to shareholders, and variance between it and the actual results Not Applicable. 10. A commentary at the date of the announcement of the competitive conditions of the industry in which the group operates and any known factors or events that may affect the group in the next reporting period and the next 12 months While the worldwide financial crisis appears to have bottomed out with global economies showing signs of gradual recovery, the outlook for a sustainable recovery remains cautious. For the fourth quarter of 2009, our Middle East operations will continue to drive our core business performance. Singapore and China operations are expected to maintain their respective momentum and continue to perform. Our Vietnam operations will contribute significantly in the longer term as increasing economies of scale are being realized. SWL is also expected to contribute significantly. As at the date of this announcement, CNA’s core business has an order backlog of about S$80 million across Singapore, China, the Middle East and Vietnam. CNA Group believes that our established trans-regional network, customer reference base and track record have strengthened our ongoing long-term business fundamentals. We shall continue to seek strategic partnerships that will create synergies with the Group businesses. Concurrently, we will continue to boost our benefits from our ongoing investments in Standard Water Limited and Xiamen Leccan Technology Co., Ltd while being on the look-out for other investment opportunities to drive shareholder value.
Page 11
CNA GROUP LTD. (Company Registration No. 199000449K) UNAUDITED THIRD QUARTER FINANCIAL STATEMENTS FOR THE PERIOD ENDED 30 SEPTEMBER 2009 11. Dividend (a) Current Financial Period Reported On Any dividend declared for the current financial period reported on? No. (b) Corresponding Period of the Immediately Preceding Financial Year Any dividend declared for the corresponding period of the immediately preceding financial year? No. (c) Date Payable Not Applicable. (d) Books closure date Not Applicable. 12. If no dividend has been declare/recommended, a statement to that effect Not Applicable.
BY ORDER OF THE BOARD
Michael Lee Thiam Chye Joint Company Secretary 13 November 2009
CONFIRMATION BY THE BOARD PURSUANT TO RULE 705 (4) OF THE SGX-ST LISTING MANUAL We, Michael Ong Liang Huat and Siew Chak Hung, being Directors of CNA Group Ltd (the "Company") do hereby confirm on the behalf of the Board of Directors of the Company, that to the best of our knowledge, nothing has come to the attention of the Board of Directors of the Company which may render the unaudited financial results for the period ended 30 September 2009 to be false or misleading in any material respect.
Michael Ong Liang Huat Director
Siew Chak Hung Director
13 November 2009
Page 12
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